UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549


FORM 8-K
Current Report
Pursuant to Section 13 or 13(d) of the Securities Exchange Act of 1934

 
Date of Report (Date of earliest event reported):
October 13, 2014
UROPLASTY, INC.
(Exact name of registrant as specified in its charter)
Minnesota
001-32632
41-1719250
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification Number)

5420 Feltl Road
Minnetonka, Minnesota
 
55343
(Address of Principal Executive Offices)
(Zip Code)

(952) 426-6140
(Registrant’s Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, If Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
£
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
£
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
£
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
£
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
                                                                                                                                                                                        


Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b)            On October 13, 2014, Thomas E. Jamison and Lee A. Jones each tendered their respective resignations from the Board of Directors of Uroplasty, Inc. effective October 15.  Neither Mr. Jamison’s nor Ms. Jones’ resignation was the result of any disagreement with Uroplasty on any matter relating to its operations, policies or practices.  Uroplasty would like to thank each of Mr. Jamison and Ms. Jones for their many contributions to the Board and Uroplasty.
(d)            On October 15, 2014, the Board of Directors of Uroplasty, Inc. appointed Kenneth H. Paulus to fill the vacancy created by Mr. Jamison’s resignation and to serve as a Class III director of Uroplasty with a term expiring at the 2016 Annual Meeting of Shareholders.
Mr. Paulus will chair the Uroplasty’s Compensation Committee and also serve as a member of its Nominating Committee.  Mr. Paulus will be compensated for his services on the Board in the same fashion as other independent Board members.
Mr. Paulus, age 55, is the president and chief executive officer of Allina Health, a healthcare delivery system serving Minnesota and western Wisconsin with more than $3.5 billion in annual revenue that owns and operates 90 clinics, 12 hospitals and 15 pharmacies, and employs 26,000 team members.  He joined Allina in 2005 as its Chief Operating Officer after serving five years as the President and CEO of HealthOne Care System (now Atrius Health System).
Item 9.01.
Financial Statements and Exhibits.
 
 
(d)
Exhibits.
 
Exhibit No.
 
Description
99.1
Press Release dated October 15, 2014 (filed herewith)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
UROPLASTY, INC.
 
 
 
 
By:
/s/ Brett Reynolds
 
 
Brett Reynolds
 
 
Senior Vice President, Chief Financial Officer and Corporate Secretary
Dated:   October 15, 2014

UROPLASTY, INC.

FORM 8-K
Exhibit Index

Exhibit No.
Description
Method of Filing
 
Press Release dated October 15, 2014
Filed herewith






Exhibit 99.1


Healthcare Industry Leader Kenneth H. Paulus
Joins Uroplasty’s Board of Directors

Brings 30 Years of Healthcare Delivery System Leadership Experience to Uroplasty
 
MINNEAPOLIS, MN, October 15, 2014 – Uroplasty, Inc. (NASDAQ: UPI), a medical device company that develops, manufactures and markets innovative proprietary products for the treatment of voiding dysfunctions, announced today that Kenneth H. Paulus has been appointed to the Company’s Board of Directors effective October 15, 2014. Mr. Paulus will chair the Board’s compensation committee and serve on the nominating committee.

Mr. Paulus currently serves as Chief Executive Officer of Allina Heath, a Minnesota-based health system with more than $3.5 billion in annual revenue. Allina owns and operates 90 clinics, 12 hospitals and 15 pharmacies, with 5,000 employed and associated physicians and 26,000 employees.

Before joining Allina Health in 2005, Mr. Paulus was President and Chief Executive Officer of Massachusetts-based HealthOne Care System, one of the nation's largest integrated physician organizations and a teaching and research affiliate of Harvard Medical School. Before his time at HealthOne, he served as the Chief Operating Officer of Boston-based Partners Community HealthCare/Partners HealthCare System. Partners HealthCare System is a teaching affiliate of Harvard Medical School that includes two of the nation's leading hospitals - Massachusetts General Hospital and Brigham and Women's Hospital.

“Ken’s experience as the leader of several large healthcare delivery systems offers important perspective as we continue to refine our strategy and expand our customer base,” said Rob Kill, Chairman & CEO of Uroplasty.  “In particular, his deep knowledge of the care delivery system adds significant value as we continue strategic R&D investments and evaluate expansion opportunities through business development activities. We are excited that Ken has chosen to join our Board and look forward to his substantive contributions.”

Mr. Paulus currently serves on the Board of Overseers for the University of Minnesota Carlson School of Business, is a trustee with Hamline University, and serves on the executive committee and board of directors for the Minnesota Hospital Association. He is a graduate of the University of Minnesota Masters Program in Healthcare Administration. 

Uroplasty also reported that Tom Jamison and Lee Jones have resigned from the Board of Directors, effective October 15, 2014. “The Board would like to thank Mr. Jamison and Ms. Jones for their combined 22 years of service and contributions to Uroplasty,” said Mr. Kill.

About Uroplasty, Inc.
Uroplasty, Inc., headquartered in Minnetonka, Minnesota, with wholly-owned subsidiaries in the Netherlands and the United Kingdom, is a global medical device company that develops, manufactures and markets innovative proprietary products for the treatment of voiding dysfunctions. Our focus is the continued commercialization of our Urgent® PC Neuromodulation System, which we believe is the only commercially available, FDA-cleared system that delivers percutaneous tibial nerve stimulation (PTNS) for the office-based treatment of overactive bladder (OAB). OAB is a chronic condition that affects approximately 42 million U.S. adults.  The symptoms include urinary urgency, frequency and urge incontinence.  We also offer Macroplastique®, an injectable urethral bulking agent for the treatment of adult female stress urinary incontinence primarily due to intrinsic sphincter deficiency. For more information on the Company and its products, please visit Uroplasty, Inc. at www.uroplasty.com.

For Further Information:
Uroplasty, Inc.
Brett Reynolds, SVP and CFO
952-426-6152

EVC Group
Brian Moore/Doug Sherk (Investors)
415-652-9100
Janine McCargo (Media)
646-688-0425


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